Estonian Company Run from Slovenia: Tax Rules

Many Slovenian entrepreneurs — and many people who moved to Slovenia — form or buy an Estonian private limited company (OÜ), often as e-residents, and run it from Slovenia. Slovenian corporate income tax looks at two things: where a company has its seat and where its management actually operates. A company whose place of effective management is in Slovenia is a Slovenian resident and is taxed there on its income from sources in Slovenia and abroad. Slovenia's rule on controlled foreign companies is written for Slovenian corporate taxpayers that control a foreign entity. And the Estonia–Slovenia tax treaty leaves a company resident in both countries to an agreement between the two tax authorities. This guide sets out these rules with the official texts, and what we do on the Estonian side.

The guide is general information, not tax advice. How your company and you are taxed depends on the facts of your case; ask a Slovenian tax adviser (davčni svetovalec) before you form or buy the company. We read the Corporate Income Tax Act (Zakon o davku od dohodkov pravnih oseb, ZDDPO-2) in its consolidated text in the official legal information system PIS (pisrs.si), the government's notice of 28 December 2023 on the Act on Recovery, Development and Provision of Funds (ZORZFS), and the Estonia–Slovenia tax treaty in Riigi Teataja, on 5 November 2026; the English wording of the Slovenian act below is our translation.

In Estonia: an Estonian company is Estonian

A company established under Estonian law is resident in Estonia for tax purposes (Income Tax Act § 6). Its profit is taxed when it is distributed, not while it stays in the company — the guide how Estonia taxes company profit explains the rule. The company keeps its Estonian duties wherever its owners live: accounts, an annual report to the commercial register and, if its address is abroad, a contact person in Estonia.

In Slovenia: the company side

Seat or place of effective management. A resident is a taxpayer that meets at least one of two conditions: it has its seat in Slovenia, or it has its place of effective management in Slovenia (ZDDPO-2, Article 5(1)).
What effective management means. The place of effective management is where the key management and commercial decisions needed to run the business are made — usually where the persons in management functions take their decisions; all relevant facts and circumstances of the case are taken into account (Article 5(3)).
Income from Slovenia and abroad. A resident is taxed on all its income from sources in Slovenia and from sources outside Slovenia; a non-resident only on income from sources in Slovenia (Article 4(1) and (2)).
Rate. The act sets the general rate at 19% of the tax base (Article 60); for the years 2024 to 2028 the tax is paid at 22% under Article 64 of ZORZFS (government notice of 28 December 2023).

An Estonian OÜ has its seat in Estonia. If you live in Slovenia and the key decisions of the business are made there, Slovenia can treat the company as a Slovenian resident — unless the treaty settles its residence for Estonia. Your Slovenian tax adviser answers that with the facts of your case.

In Slovenia: the owner side

Controlled foreign company. A person not taxed under the Slovenian act is a controlled foreign company if the taxpayer, alone or with related persons, holds directly or indirectly more than 50% of its voting rights or capital or is entitled to more than 50% of its profit, and the corporate income tax the person actually paid on its profit is lower than half of the tax that would be charged on that profit under the Slovenian act (ZDDPO-2, Article 67.h(1)).
What is added. The taxpayer includes in its tax base the controlled company's undistributed income from interest and other income from financial assets, intellectual property, dividends and the disposal of shares, financial leasing, insurance, banking and other financial activities, and invoicing for goods and services bought from or sold to related persons with little or no added value (Article 67.i(1)).
Exceptions. The rule does not apply when the controlled company carries on an economic activity with staff, equipment, assets and premises at its disposal (Article 67.i(2)), or when one third or less of its income is of these kinds (Article 67.i(3)) — neither exception applies to a company in a state on the list referred to in Article 8.a(2) (Article 67.i(4)).

The rule is written for taxpayers of the Slovenian corporate income tax — companies. How an individual owner living in Slovenia is taxed on what the Estonian company pays out is a question for your Slovenian tax adviser.

What the Estonia–Slovenia tax treaty says

Resident in both countries. If a person other than an individual is resident in both states, the competent authorities endeavour to settle the question by mutual agreement; without such an agreement, the person is not entitled to claim any benefits of the treaty (convention signed in Tallinn on 14 September 2005, article 4(3)).
Permanent establishment. A permanent establishment is a fixed place of business through which the business of an enterprise is wholly or partly carried on; it includes especially a place of management, a branch and an office (article 5(1) and (2)). The profit attributable to it may be taxed in the state where it is (article 7(1)).
Directors' fees. Fees a Slovenian resident receives as a member of the board of an Estonian company may be taxed in Estonia (article 16) — see board member fee or dividend from abroad.
Dividends. Dividends paid by an Estonian company to a Slovenian resident may be taxed in Slovenia; if Estonia also taxes them at source, the treaty limits that tax to 5 per cent of the gross amount for a company holding directly at least 25 per cent of the capital, and 15 per cent in all other cases (article 10(1) and (2)).

So the treaty does not settle a double residence by itself: a company effectively managed from Slovenia may need an agreement between the two tax administrations before it can rely on the treaty. The multilateral convention on tax treaty measures (MLI) can change the rules of tax treaties; how it applies to your company is a question for your Slovenian tax adviser — we do not give that ruling.

What to decide before you form or buy the company

Where the key decisions are made. That is the fact the Slovenian residence rule looks at.
Who owns the company. A Slovenian company holding more than 50% brings in the controlled foreign company rule.
Where the work is done. An office or other fixed place of business in Slovenia can be a permanent establishment.

Documents from Slovenia: the apostille

Slovenia is a party to the Hague Convention of 5 October 1961 Abolishing the Requirement of Legalisation for Foreign Public Documents (the Apostille Convention); it has applied there since 25 June 1991. A public document from Slovenia — for example a power of attorney certified by a notary or a company register extract — is accepted in Estonia with an apostille; consular legalisation is not needed.

Source: the HCCH status table of the Apostille Convention (hcch.net), read 4 November 2026.

What we do on the Estonian side

for your own company, a written analysis of its tax residence and permanent establishment under these rules — an analysis, not tax advice;
online formation for an e-resident — €0.01 (required with it: registered address and contact person for the first 12 months €250), or formation by power of attorney — €1,250;
a ready-made company bought remotely — €1,200; Registered address and contact person service for one year are included.
accounting — from €150 / month and the annual report — from €450;
the registered address and contact person after the first 12 months — €350 / year.

New Estonian company formation: in person at a notary office in Tallinn €950; remotely, by notarised power of attorney €1,250. Registered address and contact person service for one year are included.

Ready-made Estonian company: in person at a notary office in Tallinn, without a VAT number €900; in person at a notary office in Tallinn, with a VAT number €1,150; remotely, by notarised power of attorney, without a VAT number €1,200; remotely, by notarised power of attorney, with a VAT number €1,450. Registered address and contact person service for one year are included.

Our accounting covers the Estonian company's Estonian obligations. Slovenian tax returns and Slovenian tax advice are not included. Owners in other countries: Estonian company run from abroad compares the rules side by side.

Prices exclude VAT. All communication takes place by email.

Ready to start? A new Estonian company — online for e-residents or by power of attorney; Slovenian tax advice is not included. Order.

Official sources

The laws this article names, each linked to its official text, as read on 9 October 2026. For the Estonian acts we read the English translation in Riigi Teataja; the legally binding text is the Estonian one.

Income Tax Act — Riigi Teataja, English translation

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Frequently asked questions

Is my Estonian company taxed in Slovenia if I run it from Slovenia?

It can be. Slovenia counts as resident a company that has its seat or its place of effective management in Slovenia (Corporate Income Tax Act ZDDPO-2, Article 5(1)), and a resident is taxed on its income from sources in Slovenia and abroad (Article 4(1)). In Estonia the company stays resident because it was established under Estonian law (Income Tax Act § 6). Under the Estonia–Slovenia tax treaty the competent authorities try to settle such a double residence by agreement; without an agreement the company cannot claim the treaty's benefits (article 4(3)). The Slovenian controlled foreign company rule names Slovenian corporate taxpayers as the controlling owner (Article 67.h). Ask a Slovenian tax adviser before you form or buy the company; we handle the Estonian side.

Estonian company run from Slovenia: what is taxed where